Now that her arch-enemy Doctor Devil and his miniature clone have been locked away, horny international spy Austine Powers can dedicate herself full-time to what she enjoys most: sex. Prison bars can’t hold the villains back, and once free, they set out to find a diamond for their fiendishly destructive laser, and also to bed as many incredibly hot chicks as they can, with the help of the charismatic James Blonde. But Austine, no slouch in the orgasmic stakes herself, has a surprise in store for the dastardly duo.